Baird Investment Banking Pitch Book
SERIES B UNIT MECHANICS UNDER CONTEMPLATED
TRANSACTIONS
($ and units in millions, except per unit data)
H
■
AMGP Acquisition of AM
Assumes 100% equity and an illustrative 15% acquisition
premium
AM unit price: $24.71 / AMGP unit price: $15.68
Series B units converted at the market cap for pro forma AMGP
AMGP shares issued to AM: 340.2
AMGP shares issued to AR:
179.2
AMGP shares issued to AM public: 161.1
Pre-Conversion of Series B
AMGP Pro Forma Units O/S
AMGP Share Price
AMGP Pro Forma Market Cap
Conversion of Series B
AMGP Pro Forma Market Cap
Less: Benchmark
Series B Pool
AR
Series B Equity Value (6.0%)
AMGP Shares Issued to Series B
Management / Sponsors
Public
Total
Pro Forma Ownership
AR
27%
73%
100%
AM
53%
47%
100%
526.4
$15.68
$8,253
67%
33%
100%
$8,253
(2,000)
$6,253
$375
23.9
AMGP PF AMGP
33%
27%
40%
100%
Pre-Conversion of Series B
AMGP Shares O/S
AMGP Share Price
AR
AM Acquisition of AMGP IDRS
AMGP eliminates AM's IDRS in exchange for AM units
Assumes 100% equity and an illustrative 15% acquisition
premium
AM unit price: $24.71 / AMGP unit price: $15.68
Series B units converted at the market cap of stand-alone AMGP
AM shares issued to AMGP: 135.9
AMGP Market Cap
Conversion of Series B
AMGP Market Cap
Less: Benchmark
Series B Pool
Series B Equity Value (6.0%)
AMGP Shares Issued to Series B
Management / Sponsors
Public
AMGP
Total
Pro Forma Ownership
AR
27%
73%
Confidential
100%
AM
53%
47%
100%
AMGP
67%
33%
BAIRD
100%
186.2
$15.68
$2,919
$2,919
(2,000)
$919
$55
3.5
PF AM
31%
27%
42%
100%
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